Restrictions on Dispositions of Units. (a) Disposition of Units otherwise permitted or required by this Agreement may only be made in compliance with federal and state securities laws, including the Securities Act and the rules and regulations thereunder, and the Act.
(b) For so long as the Company is a partnership for U.S. federal income tax purposes, in no event may any Disposition of any Units by any Member be made if such Disposition is effectuated through an “established securities market” or a “secondary market (or the substantial equivalent thereof)” within the meaning of Section 7704 of the Code or if such Disposition would otherwise result in the Company being treated as a “publicly traded partnership,” as such term is defined in Section 7704(b) of the Code and the regulations promulgated thereunder.
(c) Dispositions of Units may only be made in strict compliance with all applicable terms of this Agreement, and any purported Disposition of Units that does not so comply with all applicable provisions of this Agreement shall be null and void and of no force or effect, and the Company shall not recognize or be bound by any such purported Disposition and shall not effect any such purported Disposition on the transfer books of the Company or Capital Accounts of the Members. The Members agree that the restrictions contained in this Article 7 are fair and reasonable and in the best interests of the Company and the Members.
(d) Each Member that is an entity that was formed for the sole or principal purpose of directly or indirectly acquiring Membership Interests or Units or an entity whose principal asset is its Membership Interests or Units, or direct or indirect interests in Membership Interests or Units, agrees that it will not permit Dispositions of Capital Stock in such Member in a single transaction or series of related transactions if such Dispositions collectively would result in Capital Stock in such Member representing a majority of the economic or voting interests in such Member being owned or Controlled by a Person or Persons that do not own or Control Capital Stock in such Member as of the date that such Member became a Member unless such Member requires such Dispositions of such Capital Stock to be treated as a full Disposition of Membership Interests or Units by such Member hereunder.
Restrictions on Dispositions of Units. A Disposition of Membership Interests may only be made if (i) such Disposition complies with the provisions of Section 7.1 and (ii) such Disposition is:
(a) made with Board Approval, subject to compliance with Section 7.5;
(b) to a Permitted Transferee of the Disposing Member in accordance with Section 7.3;
(c) made in connection with a Drag-Along Transaction in accordance with Section 7.4;
(d) made in connection with the exercise of inclusion rights in a Tag-Along Sale in accordance with Section 7.5;
(e) made in connection with an IPO Conversion in accordance with Section 7.6; or
(f) made in connection with an Exit Event.
Restrictions on Dispositions of Units. (a) Restrictions on Dispositions of Series A Units. A Disposition of Series A Units, other than Series A Units held by the Sponsor, may only be made if (i) such Disposition is approved in advance by the Board, (ii) such Disposition complies with the provisions of Section 7.1 and (iii) such Disposition is: NEXEO SOLUTIONS HOLDINGS, LLC LIMITED LIABILITY COMPANY AGREEMENT (A) to a Permitted Transferee of the Disposing Member in accordance with Section 7.3;
Restrictions on Dispositions of Units. Restrictions on Dispositions of Series B Units and Series C Units. A Disposition of Series B Units or Series C Units, other than Series B Units held by the Sponsor or, with respect to Series B Units issued upon the proper exercise of Warrants, by any former holder of Warrants (including subsequent transferees, successors and assignees of such Warrant holder), may only be made if (i) such Disposition complies with the provisions of Section 7.1 and (ii) either (A) such Disposition is to a Permitted Transferee or (B) such Disposition is:
